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    SEC Form SC 13G/A filed by Enerpac Tool Group Corp. (Amendment)

    2/12/24 4:29:20 PM ET
    $EPAC
    Industrial Machinery/Components
    Technology
    Get the next $EPAC alert in real time by email
    SC 13G/A 1 sc13ga5enerpactool.htm SC 13G/A 5 - ENERPAC TOOL GROUP

    Page 1 of 13

     

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    SCHEDULE 13G/A
    (Rule 13d-102)

     

    INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

    TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

    PURSUANT TO § 240.13d-2

     

    UNDER THE SECURITIES EXCHANGE ACT OF 1934
    (Amendment No. 5)*

     

    Enerpac Tool Group Corp.
    (Name of Issuer)
     
    Class A Common Stock
    (Title of Class of Securities)
     
     
    00508X203
    (CUSIP Number)
     
    December 31, 2023
    (Date of Event Which Requires Filing of this Statement)

     

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    [X] Rule 13d-1(b)

    [   ] Rule 13d-1(c)

    [   ] Rule 13d-1(d)

     

     

     

    * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

     

    The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     

     

     

     

     

     

     

     

     
     

     

    CUSIP No. 00508X203                                             13G/A Page 2 of 13

     

    (1) Names of Reporting Persons
       
      Clarkston Capital Partners, LLC
       

     

    (2) Check the Appropriate Box if a Member of a Group (see instructions)
        (a) [   ]
        (b) [   ]
       

     

    (3) SEC Use Only
       

     

    (4) Citizenship or Place of Organization
       
      Michigan limited liability company
       

     

      Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person
    With
    (5) Sole Voting Power 0  
             
             
      (6) Shared Voting Power 0  
             
             
      (7) Sole Dispositive Power 0  
             
             
      (8) Shared Dispositive Power 0  
               

     

    (9) Aggregate Amount Beneficially Owned by Each Reporting Person
       
      0
       

     

    (10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [   ]
       

     

    (11) Percent of Class Represented by Amount in Row (9)
       
      0%
       

     

    (12) Type of Reporting Person (see instructions)
       
      IA
       

     

     

     

     

     
     

     

    CUSIP No. 00508X203                                             13G/A Page 3 of 13

     

    (1) Names of Reporting Persons
       
      Clarkston Companies, Inc.
       

     

    (2) Check the Appropriate Box if a Member of a Group (see instructions)
        (a) [   ]
        (b) [   ]
       

     

    (3) SEC Use Only
       

     

    (4) Citizenship or Place of Organization
       
      Michigan corporation
       

     

      Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person
    With
    (5) Sole Voting Power 0  
             
             
      (6) Shared Voting Power 0  
             
             
      (7) Sole Dispositive Power 0  
             
             
      (8) Shared Dispositive Power 0  
               

     

    (9) Aggregate Amount Beneficially Owned by Each Reporting Person
       
      0
       

     

    (10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [   ]
       

     

    (11) Percent of Class Represented by Amount in Row (9)
       
      0%
       

     

    (12) Type of Reporting Person (see instructions)
       
      HC, CO
       

     

     

     

     

     
     
    CUSIP No. 00508X203                                             13G/A Page 4 of 13

     

    (1) Names of Reporting Persons
       
      Modell Capital LLC
       

     

    (2) Check the Appropriate Box if a Member of a Group (see instructions)
        (a) [   ]
        (b) [   ]
       

     

    (3) SEC Use Only
       

     

    (4) Citizenship or Place of Organization
       
      Michigan limited liability company
       

     

      Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person
    With
    (5) Sole Voting Power 0  
             
             
      (6) Shared Voting Power 0  
             
             
      (7) Sole Dispositive Power 0  
             
             
      (8) Shared Dispositive Power 0  
               

     

    (9) Aggregate Amount Beneficially Owned by Each Reporting Person
       
      0
       

     

    (10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [   ]
       

     

    (11) Percent of Class Represented by Amount in Row (9)
       
      0%
       

     

    (12) Type of Reporting Person (see instructions)
       
      HC, OO
       

     

     

     

     

     
     

     

    CUSIP No. 00508X203                                             13G/A Page 5 of 13

     

    (1) Names of Reporting Persons
       
      Jeffrey A. Hakala
       

     

    (2) Check the Appropriate Box if a Member of a Group (see instructions)
        (a) [   ]
        (b) [   ]
       

     

    (3) SEC Use Only
       

     

    (4) Citizenship or Place of Organization
       
      United States of America
       

     

      Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person
    With
    (5) Sole Voting Power 0  
             
             
      (6) Shared Voting Power 0  
             
             
      (7) Sole Dispositive Power 0  
             
             
      (8) Shared Dispositive Power 0  
               

     

    (9) Aggregate Amount Beneficially Owned by Each Reporting Person
       
      0
       

     

    (10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [   ]
       

     

    (11) Percent of Class Represented by Amount in Row (9)
       
      0%
       

     

    (12) Type of Reporting Person (see instructions)
       
      HC, IN
       

     

     

     

     

     
     

     

    CUSIP No. 00508X203                                             13G/A Page 6 of 13

     

    (1) Names of Reporting Persons
       
      Gerald W. Hakala
       

     

    (2) Check the Appropriate Box if a Member of a Group (see instructions)
        (a) [   ]
        (b) [   ]
       

     

    (3) SEC Use Only
       

     

    (4) Citizenship or Place of Organization
       
      United States of America
       

     

      Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person
    With
    (5) Sole Voting Power 0  
             
             
      (6) Shared Voting Power 0  
             
             
      (7) Sole Dispositive Power 0  
             
             
      (8) Shared Dispositive Power 0  
               

     

    (9) Aggregate Amount Beneficially Owned by Each Reporting Person
       
      0
       

     

    (10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [   ]
       

     

    (11) Percent of Class Represented by Amount in Row (9)
       
      0%
       

     

    (12) Type of Reporting Person (see instructions)
       
      HC, IN
       

     

     

     

     

     
     

     

    CUSIP No. 00508X203                                             13G/A Page 7 of 13

     

    (1) Names of Reporting Persons
       
      Jeremy J. Modell
       

     

    (2) Check the Appropriate Box if a Member of a Group (see instructions)
        (a) [   ]
        (b) [   ]
       

     

    (3) SEC Use Only
       

     

    (4) Citizenship or Place of Organization
       
      United States of America
       

     

      Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person
    With
    (5) Sole Voting Power 0  
             
             
      (6) Shared Voting Power 0  
             
             
      (7) Sole Dispositive Power 0  
             
             
      (8) Shared Dispositive Power 0  
               

     

    (9) Aggregate Amount Beneficially Owned by Each Reporting Person
       
      0
       

     

    (10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [   ]
       

     

    (11) Percent of Class Represented by Amount in Row (9)
       
      0%
       

     

    (12) Type of Reporting Person (see instructions)
       
      HC, IN
       

     

     

     

     

     
     

     

     

    Item 1(a). Name of Issuer:
       
      Enerpac Tool Group Corp. (the “Issuer”)
       
    Item 1(b). Address of Issuer's Principal Executive Offices:
       
      N86 W12500 Westbrook Crossing, Menomonee Falls, WI 53051
       
    Item 2(a). Name of Person Filing:
       
     

    This Schedule 13G/A is filed jointly pursuant to that certain Joint Filing Agreement filed herewith as Exhibit 99.1 by:

    (1)    Clarkston Capital Partners, LLC (“CCP”)

    (2)    Clarkston Companies, Inc. (“CC”)

    (3)    Modell Capital LLC (“MC”)

    (4)    Jeffrey A. Hakala

    (5)    Gerald W. Hakala

    (6)    Jeremy J. Modell

       
    Item 2(b). Address of Principal Business Office or, if none, Residence:
       
      91 West Long Lake Road, Bloomfield Hills, MI 48304
       
    Item 2(c). Citizenship:
       
      CCP and MC are Michigan limited liability companies.  CC is a Michigan corporation.  Jeffrey A. Hakala, Gerald W. Hakala, and Jeremy J. Modell (the “Individual Reporting Persons”) are citizens of the United States of America.
       
    Item 2(d). Title of Class of Securities:
       
      Class A Common Stock, par value $0.20 per share
       
    Item 2(e). CUSIP Number:
       
      00508X203

     

     

     

     

     

     

     

     

     

     

    Page 8 of 13

     

     
     

    Item 3.
    If this Statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

     

      (a) [   ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
           
      (b) [   ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
           
      (c) [   ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
           
      (d) [   ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
           
      (e) [X] An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E);
           
      (f) [   ] An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
           
      (g) [X] A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
           
      (h) [   ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
           
      (i) [   ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
           
      (j) [   ] A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
           
      (k) [   ] Group, in accordance with §240.13d-1(b)(1)(ii)(K).

     

    Item 4. Ownership.

     

    CCP is an investment adviser. Collectively, the securities reported in this Schedule 13G/A are held in the accounts of CCP’s discretionary clients or in an account over which a control person of CCP has beneficial ownership. The sole members of CCP are CC and MC. The sole owners of CC are Jeffrey A. Hakala and Gerald W. Hakala. The sole member of MC is the Jeremy J. Modell Revocable Living Trust.

     

      (a) Amount Beneficially Owned:  
       

    CCP is the beneficial owner of 0 shares of Common Stock;

    CC is the beneficial owner of 0 shares of Common Stock;

    MC is the beneficial owner of 0 shares of Common Stock;

    Jeffrey A. Hakala is the beneficial owner of 0 shares of Common Stock;

    Gerald W. Hakala is the beneficial owner of 0 shares of Common Stock; and

    Jeremy J. Modell is the beneficial owner of 0 shares of Common Stock.

     

     

     

     

     

     

     

     

     

     

    Page 9 of 13

     

      (b)

    Percent of Class:

    CCP is the beneficial owner of 0% of the outstanding shares of Common Stock;

    CC is the beneficial owner of 0% of the outstanding shares of Common Stock;

    MC is the beneficial owner of 0% of the outstanding shares of Common Stock;

    Jeffrey A. Hakala is the beneficial owner of 0% of the outstanding shares of Common Stock;

    Gerald W. Hakala is the beneficial owner of 0% of the outstanding shares of Common Stock; and

    Jeremy J. Modell is the beneficial owner of 0% of the outstanding shares of Common Stock.

     
           
      (c) Number of shares as to which such person has:  
       

    (i)      Sole power to vote or to direct the vote:

    Each of CCP, CC, MC and the Individual Reporting Persons has the sole power to vote or direct the vote over 0 shares of Common Stock.

    (ii)    Shared power to vote or to direct the vote:

    CCP has the shared power to vote or to direct the vote over 0 shares of Common Stock;

    CC has the shared power to vote or to direct the vote over 0 shares of Common Stock;

    MC has the shared power to vote or to direct the vote over 0 shares of Common Stock;

    Jeffrey A. Hakala has the shared power to vote or to direct the vote over 0 shares of Common Stock;

    Gerald W. Hakala has the shared power to vote or to direct the vote over 0 shares of Common Stock; and

    Jeremy J. Modell has the shared power to vote or to direct the vote over 0 shares of Common Stock.

    (iii)  Sole power to dispose or to direct the disposition of:

    Each of CCP, CC, MC and the Individual Reporting Persons has the sole power to dispose or direct the disposition of 0 shares of Common Stock.

    (iv)   Shared power to dispose or to direct the disposition of:

    CCP has the shared power to dispose or to direct the disposition of 0 shares of Common Stock;

    CC has the shared power to dispose or to direct the disposition of 0 shares of Common Stock;

    MC has the shared power to dispose or to direct the disposition of 0 shares of Common Stock;

    Jeffrey A. Hakala has the shared power to dispose or to direct the disposition of 0 shares of Common Stock;

    Gerald W. Hakala has the shared power to dispose or to direct the disposition of 0 shares of Common Stock; and

    Jeremy J. Modell has the shared power to dispose or to direct the disposition of 0 shares of Common Stock.

      

     

    Page 10 of 13

     

     
     

     

    Item 5. Ownership of Five Percent or Less of a Class.
       
      If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].
       
    Item 6. Ownership of More than Five Percent on Behalf of Another Person.
      The shares reported in this statement have been purchased by CCP on behalf of CCP’s discretionary clients or by a control person of CCP in an account over which such control person has beneficial ownership.  CCP’s clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities held in their accounts, subject to CCP’s general authority to invest and reinvest the assets in each account under its management.
       
    Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
       
      With respect to CC, MC and the Individual Reporting Persons, see Item 4.
       
    Item 8. Identification and Classification of Members of the Group.
       
      Not applicable.
       
    Item 9. Notice of Dissolution of Group.
       
      Not applicable.
       
    Item 10. Certification.
       
                By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Page 11 of 13

     

     
     

    SIGNATURE

     

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

     

    CLARKSTON CAPITAL PARTNERS, LLC    
         
         
         
    By: /s/ Jeffrey A. Hakala   February 7, 2024
    Name: Jeffrey A. Hakala    
    Title: Chief Executive Officer    
         
         
         
    CLARKSTON COMPANIES, INC.    
         
         
    By: /s/ Jeffrey A. Hakala   February 7, 2024
    Name: Jeffrey A. Hakala    
    Title: Chief Executive Officer and President    
         
         
         
    MODELL CAPITAL LLC    
         
         
    By: /s/ Jeremy J. Modell   February 7, 2024
    Name: Jeremy J. Modell    
    Title: Member    
         
         
         
    JEFFREY A. HAKALA    
         
         
    By: /s/ Jeffrey A. Hakala   February 7, 2024
    Name: Jeffrey A. Hakala    
         
         
         
    GERALD W. HAKALA    
         
         
    By: /s/ Gerald W. Hakala   February 7, 2024
    Name: Gerald W. Hakala    
         
         
         
    JEREMY J. MODELL    
         
         
    By: /s/ Jeremy J. Modell   February 7, 2024
    Name: Jeremy J. Modell    

     

     

    Page 12 of 13

     
     

     

     

    LIST OF EXHIBITS

     

    Exhibit No. Description
       
    99.1 Joint Filing Agreement (incorporated by reference to Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons on February 16, 2021).

     

     

     

     

     

    Page 13 of 13

     

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      MILWAUKEE, Oct. 15, 2024 (GLOBE NEWSWIRE) -- Enerpac Tool Group Corp. (NYSE:EPAC) ("Enerpac" or "the Company") announced today that Darren M. Kozik is joining the Company as Executive Vice President and Chief Financial Officer effective October 28, 2024. He will report to Paul Sternlieb, President & CEO, and serve as a member of the Company's executive leadership team. Mr. Kozik will provide leadership over all aspects of the Company's finance and IT functions globally. Mr. Kozik joins Enerpac Tool Group from ManpowerGroup, a leading global workforce solutions company. With 25 years of finance experience, he most recently held the position of SVP, Global Corporate Finance, where he led th

      10/15/24 4:00:00 PM ET
      $EPAC
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    • Enerpac Tool Group Reports Second Quarter Fiscal 2025 Results

      Second Quarter of Fiscal 2025 Continuing Operations Highlights* Net sales were $146 million, a 5.1% increase compared to the prior year, with a 5.0% increase in organic sales.1Operating profit margin was 21.2% and adjusted operating profit margin was 21.4%Net earnings were $20.9 million, or $0.38 per diluted share. Adjusted net earnings were $21.2 million, or $0.39 per diluted share.GAAP EPS and adjusted EPS increased 15% and 8% year-over-year, respectively.Adjusted EBITDA was $33.8 million and adjusted EBITDA margin was 23.2%.Returned $10 million to shareholders through share repurchases. *This press release contains financial measures in accordance with U.S. Generally Accepted Accounting

      3/24/25 4:30:00 PM ET
      $EPAC
      Industrial Machinery/Components
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    • Enerpac Tool Group Schedules Second Quarter Fiscal 2025 Earnings Release and Conference Call

      MILWAUKEE, March 05, 2025 (GLOBE NEWSWIRE) -- Enerpac Tool Group Corp. (NYSE:EPAC) announced today that it will release its second quarter fiscal 2025 earnings after the market closes on Monday, March 24, 2025. Management will conduct a conference call to discuss the results on Tuesday, March 25, 2024, beginning at 8:30 a.m. ET / 7:30 a.m. CT. A real-time webcast of the conference call can be accessed via the Investors section of the Company's website here. For those who are unavailable to listen to the live broadcast, a replay will be available shortly after the call for 90 days. About Enerpac Tool Group Enerpac Tool Group Corp. is a premier industrial tools, services, technology and s

      3/5/25 9:30:00 AM ET
      $EPAC
      Industrial Machinery/Components
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    • Gabelli Funds to Host Pump, Valve & Water Systems Symposium at the Harvard Club, New York City

      GREENWICH, Conn., Feb. 24, 2025 (GLOBE NEWSWIRE) -- Gabelli Funds is hosting its 35th annual Pump, Valve & Water Systems Symposium at the Harvard Club in New York City on Thursday, February 27, 2025. The symposium focuses on themes crucial to this industry, including infrastructure spending, resource security, conservation, and mergers and acquisitions (M&A). Attendees will have the opportunity to engage in one-on-one sessions with management, providing an opportunity to delve into the strategies and growth prospects of these companies. This symposium underscores the pivotal role of the pump, valve, and water systems industry in addressing global challenges. It highlights the sector's

      2/24/25 8:00:00 AM ET
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    • EVP - Chief HR Officer Topercer Benjamin James covered exercise/tax liability with 5,093 shares, decreasing direct ownership by 10% to 44,458 units (SEC Form 4)

      4 - ENERPAC TOOL GROUP CORP (0000006955) (Issuer)

      2/19/25 10:16:35 AM ET
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      Industrial Machinery/Components
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    • SEC Form 4 filed by Director Minella Lynn C

      4 - ENERPAC TOOL GROUP CORP (0000006955) (Issuer)

      2/10/25 2:43:18 PM ET
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    • SEC Form 4 filed by Director Cunningham Danny L

      4 - ENERPAC TOOL GROUP CORP (0000006955) (Issuer)

      2/10/25 2:37:47 PM ET
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    • Enerpac Tool Group Reports Second Quarter Fiscal 2025 Results

      Second Quarter of Fiscal 2025 Continuing Operations Highlights* Net sales were $146 million, a 5.1% increase compared to the prior year, with a 5.0% increase in organic sales.1Operating profit margin was 21.2% and adjusted operating profit margin was 21.4%Net earnings were $20.9 million, or $0.38 per diluted share. Adjusted net earnings were $21.2 million, or $0.39 per diluted share.GAAP EPS and adjusted EPS increased 15% and 8% year-over-year, respectively.Adjusted EBITDA was $33.8 million and adjusted EBITDA margin was 23.2%.Returned $10 million to shareholders through share repurchases. *This press release contains financial measures in accordance with U.S. Generally Accepted Accounting

      3/24/25 4:30:00 PM ET
      $EPAC
      Industrial Machinery/Components
      Technology
    • Enerpac Tool Group Schedules Second Quarter Fiscal 2025 Earnings Release and Conference Call

      MILWAUKEE, March 05, 2025 (GLOBE NEWSWIRE) -- Enerpac Tool Group Corp. (NYSE:EPAC) announced today that it will release its second quarter fiscal 2025 earnings after the market closes on Monday, March 24, 2025. Management will conduct a conference call to discuss the results on Tuesday, March 25, 2024, beginning at 8:30 a.m. ET / 7:30 a.m. CT. A real-time webcast of the conference call can be accessed via the Investors section of the Company's website here. For those who are unavailable to listen to the live broadcast, a replay will be available shortly after the call for 90 days. About Enerpac Tool Group Enerpac Tool Group Corp. is a premier industrial tools, services, technology and s

      3/5/25 9:30:00 AM ET
      $EPAC
      Industrial Machinery/Components
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    • Enerpac Tool Group Reports First Quarter Fiscal 2025 Results

      First Quarter of Fiscal 2025 Continuing Operations Highlights* Net sales were $145 million, a 2.3% increase compared to the prior year, with a 0.8% decline in organic sales.**Operating margin was 21.4% and adjusted operating margin was 21.5%.Net income was $21.7 million, or $0.40 per diluted share, and adjusted net income was $21.9 million, or $0.40 per diluted share. GAAP and adjusted EPS increased 21% and 3% year-over-year, respectively.Adjusted EBITDA was $34.3 million and adjusted EBITDA margin was 23.6%.Completed acquisition of DTA with integration well underway. *This press release contains financial measures in accordance with U.S. Generally Accepted Accounting Princ

      12/18/24 4:30:00 PM ET
      $EPAC
      Industrial Machinery/Components
      Technology